Sales Day Payout – Terms of Service

These Terms of Service stipulate a Service allowing Settlement per sales day to Merchants of Adyen (“Sales Day Payout”). Accordingly, Adyen will Settle the Merchant’s daily transaction volume on the agreed Payout Day (as defined below). These Terms of Service will form a part of the Merchant Agreement between the Merchant and Adyen (“Merchant Agreement”) and also apply to any Merchant Affiliates. These Terms of Service will supplement and where relevant replace the related terms in the Merchant Agreement.

Adyen may update this page from time to time to reflect technical developments or other updates to the Sales Day Payout Service. If you wish to be notified of any such updates, you can subscribe to email updates at the bottom of this page. Last updated 25 July 2019.

1. Sales Day Payout Service

1.1 Sales Day Payout

“Sales Day Payout” is the payment of the Captured Volume to Merchant on the Payout Day, in accordance with the terms of these Terms of Service, in respect of which:

• the “Captured Volume” equals all amounts Captured on the Transaction Day for Transactions Acquired via Adyen for supported Payment Methods (as described in Clause 2.1.2 below);

• the “Transaction Day” is by default the period from 0:00 up to and including 23:59 hours in the time zone of the Merchant Account. Merchant may request Adyen to set up a different 24-hour period as the Transaction Day; and

• the “Payout Day” is the agreed Business Day after the Transaction Day (e.g. T+2).

  Note: as a result, the Payout Day for weekend days will be the same day as the Payout Day for the preceding Friday. For example, on T+2 the Captured Volume for Friday, Saturday and Sunday will be paid out on Tuesday.

As long as Sales Day Payout is activated, Adyen will (in deviation of the Settlement arrangements included in the Merchant Agreement) transfer the Captured Volume to Merchant on the Payout Day, irrespective of whether the funds are actually received by Adyen from the Acquirer or Scheme Owner. Such payout will be conditional upon the situations described in Clauses 2.3, 2.4 and 2.6 not occurring.

1.2 Payout Day

The default Payout Day for all Transactions on a Merchant Account shall be as follows:

• T+2 - if at least 80% of the Transaction volume on a single Merchant Account is processed in (a combination of) AUD, CAD, EUR, GBP, NZD, RON, SEK or USD and these Transactions are acquired in the country/region of the applicable currency
• T+3 - in all other cases.

Merchant may request Adyen to delay the Payout Day for an individual Merchant Account (e.g. to achieve a consistent Payout Day across all Merchant Accounts).

1.3 Activation of Sales Day Payout

1.3.1 Activation for Merchant and Merchant Affiliates

Activation of Sales Day Payout may be requested via the Adyen Customer Area for Merchant and any Merchant Affiliates, in each case activation is subject to Adyen’s approval. Upon approval, activation and the Payout Day for such Merchant Accounts will be confirmed immediately on the Customer Area or separately via email. Adyen will for any request in respect of Sales Day Payout (whether for activation, cancellation or otherwise) be entitled to rely on the user requesting activation being authorised to request such activation for Merchant or Merchant Affiliate, which activation shall be deemed a written addition to the Merchant Agreement as referred to in Clause 13.3 of the Adyen Terms and Conditions.

Only in case activation is requested for Hong Kong, the relevant Merchant or Merchant Affiliate represents and warrants that it has a paid-up share capital of not less than HKD 1,000,000 or equivalent currency (freely convertible into HKD).

1.3.2 Transitional period (not applicable for new Merchant Accounts)

Merchant acknowledges that upon activation of Sales Day Payout for an existing Merchant Account, there will be a transitional period (usually the first week) during which payouts may still contain Settlements for Transactions Captured before the activation of Sales Day Payout. On top of the Sales Day Payout report, the original reporting will continue to be provided for those Transactions and Settlements during the transitional period.

1.4 Payout specification and reporting

Adyen will pay out to the Merchant on the Payout Day an amount equal to the Captured Volume, minus:

1. All amounts for which a Refund was initiated by Merchant on the Transaction Day and any fees due to Adyen related to such Refunds; and
2. All fees due to Adyen in respect of Transactions on the Transaction Day (excluding the fees included in (a) above or (c) below); and
3. The total balance of Chargebacks and Settlement Reversals (as defined below) at the Payout Day and any fees due to Adyen related to Chargebacks (“Chargeback Volume”); and
4. The total balance of other amounts due to Adyen at the Payout Day (“Other Adjustments”).

Merchant can view and download a report on the Customer Area showing each of the above amounts for each Payout Day.

1.5 Merchant’s right to switch to pass-through Settlement

Adyen also supports pass-through Settlement, where Adyen Settles every individual Transaction if and when the settlement funds are received by Adyen from the relevant Scheme Owner or Acquirer (as set out in Clause 2.8 (Settlement) of the Adyen Terms and Conditions). Merchant may at any time request Adyen to cancel Sales Day Payout and switch to such pass-through Settlement through the Customer Area or through Adyen Support. Without undue delay after receipt of such request, Adyen will switch the relevant Merchant Account(s) to pass-through Settlement and confirm completion of the switch to Merchant through the Customer Area or by separate email.

2. Sales Day Payout conditions

2.1 Supported Payment Methods

2.1.1 Settlement through Adyen

Adyen supports Sales Day Payout only for Payment Methods contracted and settled through Adyen (i.e. Adyen needs to be in the money flow).

Adyen may in the future also support Sales Day Payout for Payment Methods contracted by Merchant directly, but where Adyen has agreed to provide settlement and reconciliation support. If Merchant requests activation for such Payment Methods, after approval by Adyen:

• Merchant will need to supply Adyen with the agreed cost rates and settlement timelines based on the direct contract between Merchant and the Payment Method before activation; and
• Adyen will apply such supplied cost rates for Sales Day Payout and, on a monthly basis, apply a true-up based on the cost rates actually applied for that month. The outcome of this true-up (which may result in a credit or a debit) will be specified and deducted or added to the Settlement as Other Adjustments (as described in Clause 1.4); and
• If the settlement timelines for such Payment Method lead (or are expected to lead) to a delay in the Payout Day in accordance with Clause 2.4, Adyen will notify Merchant thereof before activation.

2.1.2 Exceptional Payment Methods

For certain Payment Methods where the relevant Acquirer or Scheme Owner structurally pays out numerous days later than the Payout Day or settles in an unpredictable manner (“Exceptional Payment Methods”), Sales Day Payout is not available. Exceptional Payment Methods will be Settled if and when the settlement funds are received by Adyen from the relevant Scheme Owner or Acquirer (as set out in Clause 2.8 (Settlement) of the Adyen Terms and Conditions).

If Exceptional Payment Methods are processed on the same Merchant Account as supported Payment Methods for Sales Day Payout, the Captured Volume for a Transaction Day will be paid out on the Payout Day, while the Exceptional Payment Method Transactions will be paid out if and when the settlement funds for the relevant Transaction are received by Adyen. 

If the settlement speed by the Scheme Owners for a supported Payment Method used by Merchant deteriorates significantly, Adyen may also choose to qualify such Payment Methods as an Exceptional Payment Method by notifying Merchant.

The list of supported Payment Methods is available at supported Payment Methods. All Payment Methods not on this list of Supported Payment Methods are Exceptional Payment Methods.

2.2 Blend fee pricing for certain Payment Methods

For certain Payment Methods (currently including CUP, Discover, Diners and JCB), the actual Interchange++ pricing for Transactions may not yet be known on the Payout Day. Therefore, Sales Day Payout will only be available for such Payment Methods if they are used on the basis of a “blend fee” pricing. If Merchant requests Adyen to activate Interchange++ pricing for such Payment Method, Merchant acknowledges that funds for such Payment Method will be Settled if and when the settlement funds are received by Adyen from the relevant Scheme Owner or Acquirer (as set out in Clause 2.8 (Settlement) of the Adyen Terms and Conditions).

2.3 No payment by Scheme Owner or Acquirer

If (i) there are objective indications that the relevant Acquirer or Scheme Owner has defaulted, is likely to default or indicates that it will not pay-out funds in relation to Merchant, or (ii) Adyen has not actually received the funds within 30 days after the Transaction Day, then Merchant will compensate Adyen for any funds already paid out on the Payout Day but not actually received by Adyen from the relevant Acquirer or Scheme Owner (“Settlement Reversal”). To the extent such Settlement Reversal is not compensated separately by Merchant, parties agree that Adyen may affect such Settlement Reversal by deducting from / setting off against the next Settlement to Merchant in accordance with Clause 3.7 (Payment) of the Adyen Terms and Conditions. In case when the funds are received by Adyen from the Acquirer or Scheme Owner thereafter, Adyen will settle the received funds to Merchant.

2.4 Payout delays

If more than 25% of the Captured Volume on a Merchant Account consists of Payment Methods that structurally settle to Adyen later than the Payout Day, Adyen will have the right to accordingly delay the Payout Day by one or more Business Days. Adyen will promptly notify Merchant of such decision. This may, for example, happen in the following circumstances:

1. Change in Payment Methods mix. If the Merchant’s Payment Methods mix materially changes or Interregional settlement.
2. Interregional settlement. Payment Methods may have slower settlement times in case of shoppers with Cards issued in a currency region/country different from the Merchants' processing country.
3. Slower settlement by schemes. The settlement speed for a Payment Method deteriorates.

In any case, if as a result of the actual settlement speed by Payment Methods, Adyen cannot facilitate the pay out for a single sales day due to insufficient funds on a Merchant Account Level, Adyen will have the right to delay the Payout Day. Adyen will promptly notify Merchant of such decision.

2.5 Negative balance

If the amount to be paid out on the Payout Day in accordance with Clause 1.4 is negative, Adyen may in its discretion (i) transfer such negative balance to the immediately following Payout Day or (ii) exercise its set-off right or other rights in accordance with the terms of the Merchant Agreement. In the case of (i) above, the transferred negative balance will be included in the Other Adjustments of the next Payout Day.

2.6 Merchant default

Merchant acknowledges and agrees that in case of Adyen finds there are clear indications that Merchant is, or is likely to become insolvent and/or unable to provide a material part of the Merchant's Products and/or Services, any Captured Volume may be set-off by Adyen against Adyen’s claims under the Merchant Agreement on Merchant instead of being paid out on the Payout Day as set out in these Terms of Service.